10 lasagna noodles, cooked and drained
2 beaten eggs
2 c. nonfat cottage cheese
2 c. nonfat Ricotta cheese
1 1/2 tsp. Italian seasoning
2 c. fresh mushrooms, sliced
1 small onion, chopped
1 clove garlic, minced
2 tbsp. flour
1/2 tsp. pepper
1 1/4 c. skim milk
2 (10 oz.) pkg. Frozen, chopped spinach, thawed and drained
1 medium carrot, shredded
3 oz. Parmesan cheese, shredded
8 oz. Part-skim Mozzarella cheese shredded
2 tbsp. Butter

Combine eggs, cottage cheese, ricotta cheese and Italian seasoning in a medium bowl. Set aside. In a large skillet, sauté mushrooms, onion and garlic in hot butter until tender. Stir in flour and pepper; add milk all at once. Cook and stir until thickened and bubbly. Cook and stir one more minute. Remove from heat. Stir in spinach, carrot and 1/2 cup Parmesan cheese. Set aside. To assemble, coat 3 quart rectangular baking dish with nonstick spray. Layer a third of noodles. Spread with a third of cottage cheese mixture and then a third of spinach mixture. Sprinkle with a third of mozzarella. Repeat layers 2 more times. Sprinkle with 1/4 cup parmesan.

Bake, uncovered at 350°F for 35 minutes. Let stand for 10 minutes before serving.